--- schema_version: "secwatch.filing_event.v1" accession: "0001628280-26-044510" form_type: "8-K" ticker: "PLBY" cik: "0001803914" company_name: "Playboy, Inc." filed_at: "2026-06-22T13:26:03+00:00" generated_at: "2026-06-22T13:27:17.643387+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Playboy to repurchase 16.6M shares from Fortress at $1.05, 28% discount to market ## Summary - Repurchasing 16.6M shares (14.9% of outstanding) from Fortress affiliates at $1.05/share, total ~$17.4M. - First installment $2M paid; remaining $15.4M due in three installments through Dec 31, 2026. - Backstop commitments from Rizvi Traverse and Byborg to buy shares if Playboy cannot pay. - Fortress exits equity position but remains senior secured lender. - CEO cites 5 consecutive quarters of positive adjusted EBITDA; transaction accretive to EPS. ## SEC filing metadata - accession: 0001628280-26-044510 - form_type: 8-K - ticker: PLBY - cik: 0001803914 - company_name: Playboy, Inc. - filed_at: 2026-06-22T13:26:03+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1803914/000162828026044510/0001628280-26-044510-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1803914/000162828026044510/ply-20260618.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001628280-26-044510 - JSON: https://secwatch.observer/filing/0001628280-26-044510.json - Plain text: https://secwatch.observer/filing/0001628280-26-044510.txt ## Key facts - Material Agreements Playboy, Inc. entered into Repurchase Agreement with the Sellers (affiliates of Fortress Investment Group) valued at $17,419,007.55 (effective 2026-06-18). - Action: entry - Agreement: equity purchase - Counterparty: the Sellers (affiliates of Fortress Investment Group) - Value: $17,419,007.55 - Effective: 2026-06-18 source text: On June 18, 2026 (the “Effective Date”), Playboy, Inc. (the “Company”), entered into a stock repurchase agreement with the sellers that are party thereto (the “Sellers”, and such agreement, the “Repurchase Agreement”). Under the terms of the Repurchase Agreement, the Company will purchase a total of 16,589,531 shares of common stock, par value $0.0001 per share, of the Company (the “Common Stock”), representing 100% of the Common Stock beneficially owned by the Sellers as of the Effective Date, at a price per share of $1.05 for an aggregate purchase price of $17,419,007.55. evidence_url: https://www.sec.gov/Archives/edgar/data/1803914/000162828026044510/0001628280-26-044510-index.htm - Material Agreements Playboy, Inc. entered into Backstop Agreement with an affiliate of Rizvi Traverse Management, LLC and The Million S.a.r.l. (an affiliate of Byborg Enterprises SA). - Action: entry - Agreement: equity purchase - Counterparty: an affiliate of Rizvi Traverse Management, LLC and The Million S.a.r.l. (an affiliate of Byborg Enterprises SA) source text: Concurrently with the execution of the Repurchase Agreement, the Company entered into a backstop agreement (the “Backstop Agreement”), by and among the Company and an affiliate of Rizvi Traverse Management, LLC and The Million S.a.r.l. (an affiliate of Byborg Enterprises SA), two of the Company’s largest current investors (greater than 10% of outstanding shares) and affiliates of two of the Company’s directors (the “Backstop Purchasers”), pursuant to which the Backstop Purchasers agreed that if the Company fails to make any portion of one of its scheduled purchases, the Backstop Purchasers will be obligated to purchase such shares under the terms and conditions of the Repurchase Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1803914/000162828026044510/0001628280-26-044510-index.htm - Material Agreements Playboy, Inc. amended Amendment No. 8 to the Amended and Restated Credit and Guaranty Agreement with the lenders party thereto, and DBD Credit Funding LLC, as administrative agent and collateral agent. - Action: amendment - Agreement: credit facility - Counterparty: the lenders party thereto, and DBD Credit Funding LLC, as administrative agent and collateral agent source text: Concurrently with the execution of the Repurchase Agreement, the Company entered into Amendment No. 8 to its Amended and Restated Credit and Guaranty Agreement (“Amendment No. 8”), by and among the Company, Playboy Enterprises, Inc., the subsidiary guarantors party thereto, the lenders party thereto, and DBD Credit Funding LLC (an affiliate of Fortress), as the administrative agent and the collateral agent, to, substantially concurrently with the initial closing pursuant to the Repurchase Agreement, amend the terms of the Amended and Restated Credit and Guaranty Agreement, dated as of May 10, 2023 (as amended, amended and restated, supplemented, refinanced, replaced, extended, or otherwise modified from time to time prior to the date of Amendment No. 8, the “Existing Credit Agreement”), to, among other thi evidence_url: https://www.sec.gov/Archives/edgar/data/1803914/000162828026044510/0001628280-26-044510-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.